Komori
M&A and Subsidiary Changes3865Hokuetsu CorporationMaterials and Chemicals

Notice Regarding Change in Equity-Method Affiliate

北越コーポレーション sold 11 million shares of Daio Paper Corporation, formerly its equity-method affiliate, by tendering them into Daio Paper Corporation's share repurchase. As a result, Daio Paper Corporation is expected to cease being an equity-method affiliate of 北越コーポレーション after the settlement date.

Worth reading
65In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
12331
¥ million
Wording
Conditional
How definitive the wording is.

This transaction

This purchase
Counterparty (target company)Daio Paper Corporation
Disclosing companyHokuetsu Corporation
Voting rights ownership percentageNumber of shares acquired 11,000,000 shares; 122,400 voting rights

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.

Execution Date / Effective Date24 March 2026 (scheduled)
Target company

Manufacture and sale of paper and paperboard products and household paper products

Location Chiyoda-ku, TokyoShare capital ¥53,884 millionDate of incorporation 5 May 1943
Net Sales¥668,912 million (fiscal year ended March 2025)
Operating profit¥9,807 million (fiscal year ended March 2025)
Net income for the current fiscal year-¥11,197 million (fiscal year ended March 2025)
Net assets¥249,713 million (fiscal year ended March 2025)
Consideration and expenses
Type of ConsiderationCash
Amount of extraordinary income (loss)A loss on sale of shares in an affiliate is expected to be recognized; the amount is undisclosed.
Impact on Business Performance

A loss on sale of shares in an affiliate is expected to be recognized in the consolidated financial results for the fiscal year ending March 2026. If it becomes likely that this will have a material impact on the consolidated financial results for the fiscal year ending March 2026, the company will disclose the matter promptly.

This transaction
ItemDetails
Transaction nameThis purchase
Counterparty nameDaio Paper Corporation
Name of the Subject CompanyDaio Paper Corporation
Business Description of the Subject CompanyManufacture and sale of paper and paperboard products and household paper products
Location of the Subject CompanyChiyoda-ku, Tokyo
Capital Stock of the Subject Company¥53,884 million
Date of Establishment of the Subject Company5 May 1943
Net Sales of the Subject Company¥668,912 million (fiscal year ended March 2025)
Operating Profit of the Subject Company¥9,807 million (fiscal year ended March 2025)
Net Income of the Subject Company-¥11,197 million (fiscal year ended March 2025)
Net Assets of the Subject Company¥249,713 million (fiscal year ended March 2025)
Type of ConsiderationCash
Number of shares acquired11,000,000 shares; 122,400 voting rights
Voting rights ownership percentageBefore 24.83% → after 19.70%
Amount of extraordinary income (loss)A loss on sale of shares in an affiliate is expected to be recognized; the amount is undisclosed.
Impact on Business PerformanceA loss on sale of shares in an affiliate is expected to be recognized in the consolidated financial results for the fiscal year ending March 2026. If it becomes likely that this will have a material impact on the consolidated financial results for the fiscal year ending March 2026, the company will disclose the matter promptly.
Execution Date / Effective Date24 March 2026 (scheduled)
Items this document does not state (15)
Acquisition priceExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountDate of board resolutionContract DateValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to ExecutionManagement structure after acquisition

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

The shares were tendered to further deepen the strategic business alliance between the two companies and establish an equal capital relationship. In addition, after considering 北越コーポレーション's capital policy, various investments and shareholder return measures, as well as the potential impact on Daio Paper Corporation's share price, 北越コーポレーション tendered the shares following discussions with Daio Paper Corporation.

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Notice Regarding Change in Equity-Method Affiliate | Hokuetsu Corporation (3865) timely disclosure | Komori